Autoimmunity and organ transplant rejection affect over 25 million Americans, and together have an economic impact of over 100 billion dollars per year. These inflammatory diseases result from a breakdown of the intrinsic regulatory pathways that limit T cell activation and differentiation, and from a failure of regulatory T cells (Treg) t extrinsically suppress conventional T cell (Tconv) proliferation and effector function. Our work during the last two funding periods has focused on the role of cyclin-dependent kinases in T cell differentiation, anergy and tolerance. Our work established critical roles for CDK2 and its inhibitor p27kip1 in controlling the balance between immunity and tolerance. We showed that mice with a germline deletion of CDK2 accept cardiac allografts under conditions that lead to rejection in wild-type recipients, while mice lacking p27kip1 are highly resistant to tolerance induced by costimulatory blockade. Surprisingly, these factors do not operate through regulation of T cell cycle progression. Instead, we found that CDK2 activity promotes T helper differentiation, and that CDK2-deficient Treg exhibit a gain of suppressive activity. In this renewal application, we will explore this exciting new role for the CDK2 pathway in the control of regulatory T cell function, focused mainly by our findings that Foxp3 is phosphorylated and targeted for degradation by CDK2, and that dysregulated CDK2 activity opposes the induction and stability of Foxp3+ Treg. The proposed work will forward our basic understanding of how Foxp3 and regulatory T cell function is regulated, and will also have important therapeutic implications. Small molecule CDK antagonists are currently in phase I clinical trials, and based on our findings, could potentially be used to promote regulatory T cell function and tolerance in autoimmune and organ transplant patients.